Eric
Charles Osterberg, with whom Osterberg LLC, Andrew Good, and
Good Schneider Cormier & Fried were on brief for
appellant.

Before
Torruella, Lynch, Kayatta, Circuit Judges.

LYNCH,
Circuit Judge.

Frank
Gangi ("Gangi") appeals from the district
court's December 30, 2015 order approving a sale of his
assets and the assets of entities owned by him, recommended
by the receiver, Carl Jenkins ("Jenkins"), whom the
court appointed to sell those assets for the benefit of
Gangi's creditors. Gangi, on appeal, primarily argues
that the assets were sold to a fiduciary of the receivership
estate, and the sale was prohibited as a result. In the
alternative, Gangi argues that the sale was improper and
unfair.

Jenkins
counters that this appeal should not be heard on the merits
because it is equitably moot, and that, in any event, the
assets were not sold to a fiduciary and the sale was
appropriate. The district court rejected Gangi's
contentions as without merit; agreed with the receiver's
contentions; and concluded that the sale was fair,
reasonable, and in the best interest of the receivership. The
court also described the different categories of assets and
found that the allocations as to purchase price were fair and
reasonable. We hold this appeal is not equitably moot, and
affirm the sale order because there was no abuse of
discretion.

I.
Background

The
litigation that has resulted in the receivership and this
apparently final order of sale is in its fifteenth year. It
began in 2002, when Global Naps, Inc. ("GNAPs")
sued Verizon New England, Inc. ("Verizon"). See
Global Naps, Inc.v.Verizon New Eng.,
Inc., 603 F.3d 71, 79 (1st Cir. 2010). Verizon
counterclaimed, and won a $58 million judgment. Id.
at 79-80. We bypass here a description of the business
relationships, which are amply described in that opinion and
other opinions. On remand, the district court found that
Gangi, the owner of GNAPs, was jointly and severally liable
for the $58 million judgment because GNAPs was merely an
alter ego for Gangi. Id. at 81.

In
2010, the district court placed the assets of many entities
owned by Gangi into receivership and appointed Jenkins
receiver. The district court empowered Jenkins to "take
any actions to identify, safeguard and preserve the assets of
the Judgment Debtors, to make all business decisions over the
assets and operations of Judgment Debtors, and to implement,
satisfy and enforce" the receivership order. Over the
years, the receiver did just that. The district court judge
here had approved prior sales of assets by the receiver and
had extensive experience with this case at the time this sale
occurred.

Pursuant
to these duties, on March 28, 2013, Jenkins entered into an
exclusive agreement with Hilco IP Services LLC
("Hilco") to market internet protocol addresses
("IP addresses") owned by the estate.[1] Hilco's
marketing agreement did not extend to any other receivership
assets. Between the engagement of Hilco and the sale at
issue, Jenkins accepted only two offers to purchase blocks of
IP addresses. Both sales were through Hilco. In one of these
sales, Jenkins sold 65, 536 IP addresses to Mid-Continent
Communications for $376, 832.

On
March 10, 2015, the district court made it clear that the
receivership should be brought to an end through prompt
disposition of the remaining assets. In an order, it stated:
"In the spirit of bringing this case to an end, the
receiver shall file a status report within 30 days of this
order giving a preliminary accounting . . . . In that report,
the receiver shall also propose a timeline for filing his
final accounting."

On
December 3, 2015, Jenkins filed a motion requesting an order
approving a sale of the remaining receivership assets to
Northeast Technology Solutions, LLC ("Northeast")
for $525, 000. The property included, "five (5) lots of
vacant land located in Las Vegas, NV"; "several
domain names registered to GNAPs entities";
"telephone number blocks"; and four blocks of IP
addresses, for a total of 114, 688 addresses. For reasons
having to do with the resolution of other litigation, the
price had to be allocated to its different components. The
receiver, by agreement of the parties to the sale, allocated
$50, 000 of the purchase price to the real property in Las
Vegas, $275, 000 to a block of 65, 536 IP addresses, and
$200, 000 collectively to the remaining IP addresses, domain
names, and telephone numbers.

A
footnote to Jenkins's motion for an order approving the
sale stated: "Northeast has a relationship with
HilcoGlobal, and any fee otherwise due to HilcoGlobal under
any agreement with the Receiver has been waived." The
receiver also ...

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